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HomeMy WebLinkAboutUniversity of Central Florida Research Foundation, Inc. Survey Services Agreement - 2018 04 23SERVICES AGREEMENT between City of Winter Springs, Florida and UNIVERSITY OF CENTRAL FLORIDA RESEARCH FOUNDATION, INC. This Services Agreement ("Agreement") is entered into by and between City of Winter Springs, ("Service Requester), a municipal corporation, and the University of Central Florida Research Foundation, Inc., ("UCFRF"), a direct support organization and instrumentality acting for the benefit of and on behalf of the University of Central Florida ("UCF"); individually a "party", and collectively the "parties". WHEREAS, UCFRF is a university direct -support organization within the definition of the Florida Statutes, Section 1004.28, and is organized and operated exclusively for the benefit of UCF; WHEREAS, the Service Requester is desirous of an independent research consultant to conduct telephone surveys to obtain ratings relating to services provided by Waste Pro in the City of Winter Springs, Florida, and UCFRF desires to provide such services to the City; NOW THEREFORE, in consideration of the following and for the good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Service Requester and UCFRF agree as follows: 1. STATEMENT OF WORK. UCFRF proposes to provide services relating to customer service surveys as described in the Scope of Services attached hereto as Exhibit "A." 2. PERIOD OF PERFORMANCE by modification of this Agreement. 3. FINANCIAL SUPPORT Service Reouestor herebILa,?,r �pay UCFRF in accordance with the bud tr P et estimate aff—F Scope of Services (see Exhibit "A"). UCFRF shall not exceed such budget estimate without prior written approval by the Service Requestor. Credit card payment instructions will be provided on the invoice to Service Requester. 4. REPRESENTATIONS AND WARRANTIES Each Party represents that it has the right, power and authority to enter into this Agreement, to grant the rights granted herein and to perform the duties and obligations described herein. The parties further represent that they shall comply with applicable state and federal laws. UCFRF IS A 501(C) (3) NON-PROFIT DIRECT SUPPORT ORGANIZATION OF UCF. UCFRF AND UCF MAKE NO REPRESENTATIONS AND EXTEND NO WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED WITH REGARD TO THE SERVICES PERFORMED UNDER THIS AGREEMENT. THERE ARE NO EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THAT ANY SERVICES OR INTELLECTUAL PROPERTY PROVIDED OR DEVELOPED BY UCFRF UNDER THIS AGREEMENT WILL NOT INFRINGE ANY THIRD PARTY P!0T-jNTJC4V%1PYRI'ftT _TRADE MARKjC4]R.-#71-V 212110 F ri IF AND UCF MAKE NO REPRESENTATION AS TO THE USEFULNESS OF ANY SERVICE DELIVERABLE OR INTELLECTUAL PROPERTY. IF SERVICE REQUESTOR CHOOSES TO EXPLOIT SERVICE DELIVERABLES OR INTELLECTUAL PROPERTY IN ANY MANNER WHATSOEVER, IT DOES SO AT ITS OWN RISK. 5TERMINATION This Contract may be terminated with or without cause by either party upon not less than thirty (30) days prior written notice by either party to the other. UCFRF shall be entitled to full payment for services performed prior to the effective date of termination. 6. INDEPENDENT CONTRACTOR The relationship created by this Agreement shall be that of an independent contractor. Nothing contained in this Agreement shall be construed to create a joint venture, partnership, or other like relationship between the Parties. Neither party is authorized or empowered to act as agent for the other for any purpose ands all not, on behalf of the other, enter into any contract, warranty or representation as to any matter. Neither party shall be bound by the acts or conduct oft e other, 7. MODIFICATIONS I 111 111111 001 11111111111111 !111 1 1 1 - I ii R. COUNTERPARTS This Agreement may be executed in counterparts, each of which shall be considered an original, but which together shall constitute but one and the same Agreement. 9. FORCE MAJEURE Except as otherwise provided herein, neither party shall be obligated to perform, and neither party shall be deemed to be in default of its performance, if prevented by: (a) fire, earthquake, hurricane, wind, flood, act of God, riot, or civil commotion or (b) any law, ordinance, rule, regulation, or order of any public or military authority stemming from the existence of economic or energy controls, hostilities, war, or governmental law and regulation, or (c) labor dispute which results in a strike or work stoppage affecting the performance under this Agreement. 10. GOVERNING LAW This Agreement shall be governed by the laws of the State of Florida, and to the extent applicable, by the laws of the United States. Any dispute between the parties concerning the terms of this Agreement shall be decided in a court of competent jurisdiction over the parties and subject matter hereto in Seminole County, Florida. If any dispute concerning this Contract arises under Federal law, the venue will be Orlando, Florida, The Parties specifically waive the right to any other jurisdiction and venue, and the defense based on inconvenient forum. 11. WAIVER No failure or delay by a party hereto to insist on the strict performance of any term of this Agreement, or to exercise any right or remedy consequent to a breach thereof, shall constitute a waiver of any breach or any subsequent breach of such term. No waiver of any breach hereunder shall affect or alter the remaining terms of this Agreement, but each and every term of this Agreement shall continue in full force and effect with respect to any other then existing or subsequent breach thereof. 11 SEVERABILITY If any one or more of the provisions of this Agreement shall be held to be invalid, illegal or unenforceable, the validity, legality or enforceability of the remaining provisions of this Agreement shall not in any way be affected or impaired thereby and shall remain in full force and effect. 13. LIMITATION OF DAMAGES In no event shall UCFRF, UCF or Service Requester be responsible for any indirect damages, incidental damages, consequential damages, exemplary damages of any kind, lost goodwill, lost profits, lost business and/or any indirect economic damages whatsoever regardless of whether such damages arise from claims based upon contract, negligence, to (including strict liability or other legal theory), a breach of any warranty or term oft is Agreement, any materials or information provided by any party to any other party, and regardless of whether it was advised or had reason to know of the possibility of incurring such damages in advance. 14. SOVEREIGN IMMUNITY; ASSUMPTION OF RISIVIINDEDINIFICATION The parties expressly retain all rights, benefits, and immunities of sovereign immunity in accordance with Section 768.28, Florida Statutes, and nothing in this Agreement shall be deemed as a waiver of sovereign immunity or limits of liability beyond any statutory waiver. The parties acknowledge and agree that UCFRF is a direct support vrgan�r-stiomn aaing-oni iehia*N-h a -Fri- &Y-m inii�vyffwntaKty a -&I i�haK+m-cwpwh t1'm-mob*Nt aW llabiliqv�-dll parties for damages regardless of the number or nature of claims in tort, equity, or contract shall not exceed the dollar amount set by the legislature for tort in Florida Statute 768.28. The parties agree that neither the Service Requestor, LICE nor UCFRF shall be liable under this Agreement for punitive damages or interest for the period beforejudgment. Further, neither the Service Requestor, LICE nor UCFRF shall be liable for any claim or judgment, or portion thereof, to any one person for over two hundred thousand dollars ($200,000.00), or any claim or judgment, or portion thereof, which, when totaled with all other claims or judgments paid by the State or its 31 ($300,000.00). Nothing in this Agreement is intended to inure to the benefit of any third party for the purpose of allowing any claim which would otherwise be barred under the doctrine of sovereign immunity or by operation of law. This paragraph shall survive termination of this Agreement. omissions of that party and its officers, employees, servants, and agents thereof while acting within the scope of their employment. Subject to Paragraph I of this Section 14, for all Services performed under this Agreement, LICE and UCFRF agr to the fullest extent permitted by law, to indemnify and hold harmless City and its employees, officers, a attorneys against all claims, losses, damages, personal injuries (including but not limited to death), or liabili (including reasonable attorney's fees), directly or indirectly arising from the negligent acts, errors, omissio intentional or otherwise o ut of o r res WtLM f ro m t h e pe rfo rm a n ce of a ni) Se under this Agreement. #1741MCK0101. IN IN fc&m t Me-Senj�-rei-li n ter *#j AVeexr"t m4mK4mr �V-(JCF w V0�7* *e at�"m i, them. in all events City shall be permitted to choose legal counsel of its sole choice, the fees for which shall be reasonable and subject to and included with this indemnification. This paragraph shall survive termination of this Agreement, 15. NON-USE OF NAMES Neither party may use each other's name or trademarks in any promotion, statement, advertisement, press release or communications to the general public or any third party without each other's express written consent. Any proposed public statement, advertisement, press release or communications by either party shall be submitted to the other party for its review and written approval at least five (5) days prior tote planned dissemination or publication, unless otherwise required. However, nothing shall prohibit either party from complying with Florida Statute 1004.22(2) regarding sponsored research activities. 16, ATrORNEY'S FEES tv U01 V$1 USPH tAJaLb and attorney's fees. 17. PUBLIC RECORDS Pursuant to Section 119.0701, Florida Statutes and other applicable public records laws, UCFRF agrees that any records, documents, transactions, writin .. aners, letters, computerized information and . "rgrams, magsh=_kE, audio or video tapes, films, photographs, data processing software, writings or other material(s), regardless of the phosical form. characteris . o f h I'll, I .. I I&41*FYFmr.6d -skw provided to the Service requestor under this Agreement and made or received pursuant to law or ordinance or in connection with the transaction of official business bv the Service reauestor. mav be depripcl to �e �v nublic rpc*rd. whether in the possession or control of the Service requestor or UCFRF. Said records, documents, transaction writings, papers, letters, computerized information and programs, maps, books, audio or video tapes, fil _I photographs, data processing software, writings or other material(s), regardless of the physical for characteristics, or means of transmission of UCFRF are subject to the provisions of Chapter 119, Florida Statut public records. TO PROTIDE PTOLIC RECOR O-ThIS AGREEffIERT, CORTACT TAE Cl STODIA111- OF PIXIBLIC RECORD THE SERVICE REQUESTOR CLERK, AT (407) 327-S9SS, _CITYCLERKDEPARTMENT@WINTERSPRINGSFL.ORG, 1126 EAST STATE ROAD 434, FLORIDA 32708. IT Oil J•I-YOP."Ti lilt F required by the Service requestor to perform the services as agreed to herein. UCFRF shall provide the Service requestor, upon request from the Service requestor Clerk, copies of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided by law. UCFRF shall ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the Agreement term. Upon completion of the Agreement, UCFRF shall transfer to the Service requestor, at no cost, all public records in possession of UCFRF, provided the transfer is requested in writing by the Service requestor Clerk. Upon such transfer. UCFRF shall destrov an d Ulicate jj�lij rgirJ5 Jh1J iri jo _j 11 tile Zoe!'Tif-t ItI,11-ebLUF ClerK Dueb FIOL 1equest MR ine puDlic recorus jot or confidWil recor7#76T=sTre reqillrerffum 'i - be transferred, UCFRF shall continue to keep and maintain the public records upon completion of the Agreement and shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the Service requestor, upon request from the Service requestor Clerk, in a format that is compatible records relating to this Agreement which are requested to be inspected or copied by the Service requestor or any other person, the Service requestor shall immediately notify UCFRF of the request and UCFRF shall then provide such records to the Service requestor or allow the records to be inspected or copied within is reasonable time. If m M rp t. rp t ----- ----- of examination, audit, or otherwise. Failure by UCFRF to grant such public access and comply with public records laws and/or requests shall be grounds for immediate unilateral cancellation of this Agreement by the Service requestor upon delivery of a written notice of cancellation. If UCFRF fails to comply with this Section, and the 5droice a tW� pm-Erwrearl . . . . . . . . . . th-I�T.Irvlce reA.uestor for enforcin this Section anamst UCFRF- And. if be entitled to reimbursement of all attorneys' fees and damages which the Service requestor had to pay a third party because of UCFRF's failure to comply with this Section. The terms and conditions set forth in this Section shall survive the termination of this Agreement. I& ENTIRE AGREEMENT ;.nd constitutes the entire Agreement of the parties with respect to the subject matter hereof, Any otOR igreement, written or oral, is hereby superseded. V City of Winter Springs, Florida L-Lj r -- NannX- Kevin L. Title: City Manager Date: University of Central Florida Research Foundation, Inc. Name: Terri Vallery 0 MA L-Tru'versity of Central 141on*da am Winter Springs, FL, Customer Satisfaction with Waste Management Services, 2018 The Institute for Social and Behavioral Science (IS13S) at the University of Central Florida agrees to conduct a "computer -assisted" (CATI) telephone survey of —400 residents of the city of Winter Springs, Florida, to determine the level of customer satisfaction with the city's solid waste disposal contractor, WastePro. Every effort will be made to commence data collection as soon as possible after the signing of an agreement and to deliver survey results in the timeliest possible fashion, Our cost estimate assumes a total sample size not to .... 400 interviews. The primary purpose of the survey is to determine whether WastePro qualifies for a performance bonus, which requires a customer satisfaction level of at least 90%. To get the margin of survey error within + 3 percentage points with a 95% confidence level requires 370 cases. The proposed survey protocol is shown below. Our estimate is that our interviewers can complete 400 interviews with —190 hours of calling effort. (Most of the interviewer's time is spent dialing numbers and getting an eligible and cooperative respondent on the phone. Very little is spent actually conducting the interview, This is based on the total hours needed lastPion respondents who have neq_.ative feedback and/or a dama d waste container.. we willatt=r�t to obtain contact information. This will add to the time it takes to complete the interview. The new "skip" pattern for townhomes, added two years ago, also adds a bit of time. This year, we are again using a sampling frame derived from City of Winter Springs water bill records. With the above assumptions, the budget estimate is as follows: Interviewing: 190 hours @ $12/hour 2,280 Training and supervision of interviewers 300 One day of professional time to code survey and download results 600 Phone Services 100 Direct costs 3,280 Management Fee @ 5% 164 Total costs 3,444 Proposed survey questionnaire is attached. EXHIBIT "A" Winter Springs, FL, Customer Satisfaction with Waste Management Services, 2018 C, fli, my name is . I'm a student at UCF and I am not selling anything! We're doing a short survey for the City of Winter Springs. The survey takes less than two minutes to complete. [INTERVIEWER- Add as necessary to assure respondent: Let me stress that your participation in tins survey is completely voluntary and confidential. Your number was chosen at random from the list of registered voters to participate in this survey. You will not be identified by name in any document we produce. We are interviewing approximately 400 people and your answers will be combined with everyone else's. You have the right to refuse to answer any question you want. You may also terniffiate the interview at any time.] OK, First, does the monthly bill that you get from the City of Winter Springs include a charge for trash collection services? Yes 4 Continue 0 No Terminate interview 9 1 don't know 4 Terminate interview As you probably know, solid waste in Winter Springs is picked up by a private contractor, Waste Pro. All in all, are you satisfied or unsatisfied with the trash collection services you receive at your place of residence? 3 Unsatisfied 8 It depends, varies triart week to week, etc. 9 Don't know, can't say, refused. Do you have any specific complaints about the trash collection service that you would like to tell me about? RECORD VERBATIM. PROBE: Anything else? IF R INDICATES ANY SPECIFIC COMPLAINT, ASK: Would you like to be contacted by the City to talk to them about your trash collection issues? No -) Go to next question Yes 4 Ask for contact infunnation then go to next question Is your trash collection container (bin) damaged to the point where you would like it to be replaced? No 4 TERMINATE INTERVIEW Yes 4 OBTAIN CONITACTINFOIUVIATIONTHEN TERMINATE EXHIBIT "A" IF R WANTS TO TALK TO CITY ABOUT TRASH ISSUES OR NEEDS A NEW CONTAINER, ASK: I I I I 17131111,11111.1 I'm N What is the best way to contact you: phone or e-mail? OK, that's it. Thank you for agreeing to participate, [TERMINATE INTERVIEW]